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| | Page 9, line 24 [Clause 22], at end insert ‘, or |
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| | | (b) | by order of a court or other authority having power to alter the company’s |
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| | Page 9, line 24 [Clause 22], at end insert— |
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| | | ‘( ) | Nothing in this section affects any power of a court or other authority to alter a |
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| | Page 9, line 25, leave out Clause 23. |
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| | Page 9, line 31 [Clause 23], leave out subsection (2). |
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| | Page 10, line 1, leave out Clause 24. |
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| | Page 10, line 7 [Clause 24], at end insert ‘by unanimous consent less one vote.’. |
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| | Page 10, line 7 [Clause 24], at end insert ‘by a resolution of at least 90 per cent.’. |
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| | Page 10, line 7 [Clause 24], at end insert ‘by a scheme of arrangement approved by |
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| | Page 11, line 38 [Clause 29], leave out paragraphs (e) to (k) and insert— |
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| | | ‘(e) | any other resolution or agreement to which this Chapter applies by virtue |
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| | Page 12, line 22 [Clause 30], leave out from ‘made’ to end of line 23. |
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| | Page 12, line 33, leave out Clause 31. |
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| | Page 13, line 31 [Clause 33], leave out ‘a copy of’. |
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| | Page 13, line 34 [Clause 33], leave out from ‘company’ to end of line 40 and insert |
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| | ‘to which Chapter 3 applies (resolutions and agreements affecting a company’s |
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| | Page 14, line 6 [Clause 33], at end insert— |
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| | | ‘( ) | a copy of any court order under section (Court sanction for compromise |
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| | | or arrangement) (order sanctioning compromise or arrangement) or |
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| | | section (Powers of court to facilitate reconstruction or amalgamation) |
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| | | (order facilitating reconstruction or amalgamation); |
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| | | ( ) | a copy of any court order under section 963 (protection of members |
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| | | against unfair prejudice: powers of the court) that alters the company’s |
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| | Page 14, line 11 [Clause 33], after ‘guarantee,’ insert ‘a copy of’. |
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| | Page 14, line 28 [Clause 34], leave out ‘, when registered,’. |
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| | Page 14, line 29 [Clause 34], leave out ‘, signed and sealed’. |
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| | Page 15, line 23 [Clause 36], at end insert ‘or such longer time as the court allows’. |
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| | Page 15 [Clause 36], leave out lines 26 to 30 and insert— |
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| | | (i) | amends the company’s articles, or |
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| | | (ii) | amends a resolution or agreement to which Chapter 3 applies |
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| | | (resolutions and agreements affecting the company’s |
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| | | (iii) | gives leave for the company to make any, or any specified, |
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| | | alteration in its articles,’. |
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| | Page 15, line 39 [Clause 36], at end insert— |
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| | | ‘( ) | This section does not apply where provision is made by another enactment for the |
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| | | delivery to the registrar of a copy of the order in question.’. |
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| | Page 40, line 7 [Clause 91], leave out sub-paragraphs (i) to (iii) and insert— |
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| | | ‘(i) | is made under section 640 (reduction in connection with |
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| | | redenomination of share capital), |
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| | | (ii) | is supported by a solvency statement in accordance with section |
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| | | (iii) | has been confirmed by an order of the court under section 662, |
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| | Page 40, line 15 [Clause 91], leave out subsection (6). |
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| | Page 41, line 4 [Clause 92], leave out from ‘the’ to end of line 5 and insert ‘same |
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| | meaning as in section 834 (net asset restriction on distributions by public companies).’. |
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| | Page 41, line 16 [Clause 93], leave out paragraph (a) and insert— |
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| | | ‘(a) | the requirements of section 607(1)(a) and (b) have been complied with |
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| | | (independent valuation of non-cash consideration; valuer’s report to |
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| | | company not more than six months before allotment), or’. |
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| | Page 41, line 17 [Clause 93], leave out ‘108 of the Companies Act 1985’ and insert |
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| | Page 42, line 16 [Clause 93], leave out sub-paragraph (i) and insert— |
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| | | ‘(i) | Part 27 of this Act (arrangements and reconstructions), or’. |
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| | Page 42, line 25 [Clause 94], at beginning insert ‘in the case of a company without |
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| | Page 42, line 43 [Clause 95], leave out ‘(or continue to be)’. |
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| | Page 43, line 19 [Clause 96], leave out from beginning to ‘as’ in line 20 and |
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| | | ‘(c) | where the application contained a statement under section 95 (statement |
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| | | of proposed secretary), the person or persons named in the statement’. |
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| | Page 66, line 5 [Clause 146], after ‘A’, insert ‘first named’. |
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| | Page 66, line 5 [Clause 146], at end insert ‘or persons’. |
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| | Page 66, line 6 [Clause 146], after ‘nominate’, insert ‘in accordance with section |
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| | Page 66, line 6 [Clause 146], after ‘person’, insert ‘or those persons’. |
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| | Page 66, line 9 [Clause 146], leave out ‘class’ and insert ‘category’. |
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| | Page 66, line 15 [Clause 146], at end insert— |
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| | | ‘( ) | The reference in subsection (3)(a) to communications that a company sends to its |
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| | | members generally includes the company’s annual accounts and reports. |
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| | | | For the application of section 432 (option to provide summary financial |
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| | | statement) in relation to a person nominated to enjoy information rights, see |
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| | | subsection (4A) of that section.’. |
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| | Page 66, line 26 [Clause 147], after ‘address’, insert ‘within the United Kingdom’. |
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| | Page 66, line 34 [Clause 147], leave out from ‘Schedule’ to first ‘company’ in line |
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| | 35 and insert ‘5 (communications by’.’. |
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| | Page 66 [Clause 147], leave out line 40 and insert— |
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| | | ‘(6) | The agreement referred to in subsection (5)—’. |
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| | Page 67, line 4 [Clause 148], after third ‘the’, insert ‘first named’. |
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| | Page 67, line 5 [Clause 148], at end insert ‘in accordance with section 1109’. |
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| | Page 67, line 6 [Clause 148], leave out ‘of’ and insert ‘to’. |
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| | Page 67, line 11 [Clause 148], at end insert ‘; or |
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| | | (c) | upon the nominated person ceasing to have a beneficial interest in the |
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